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WHEREAS, the School Board of the City has requested by resolution the City Council to authorize the issuance of the Bonds (as defined below). NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Portsmouth, Virginia, that: 1. Authorization of Application to VPSA. The City Manager and the Chief Financial Officer, or either of them, are hereby authorized and directed to execute and deliver an application to the VPSA, in order to sell the Bonds to the VPSA at the Fall 2001 VPSA Bond Sale. 2. Authorization of Bonds and Use of Proceeds. The City Council hereby determines that it is advisable to contract a debt and to issue and sell general obligation school bonds of the City in the aggregate principal amount not to exceed $4,000,000 (the "Bonds") for the purpose of financing the Project. The City Council hereby authorizes the issuance and sale of the Bonds in the form and upon the terms established pursuant to this Resolution. 3. Sale of the Bonds. It is determined to be in the best interest of the City to accept the offer of the VPSA to purchase from the City, and to sell to the VPSA, the Bonds at a price determined by the VPSA and accepted by the City Manager or the Chief Financial Officer, such price to be not less than 98% of par and not more than 103% of par, and upon the terms established pursuant to this Resolution. The City Manager and the Chief Financial Officer, or either of them, and such officer or officers of the City as either of them may designate, are hereby authorized and directed to enter into a Bond Sale Agreement with the VPSA providing for the sale of the Bonds to the VPSA in such form as may be approved by the City Manager ("Bond Sale Agreement"). 4. Details of the Bonds. The Bonds shall be issuable in fully registered form in denominations of $5,000 and whole multiples thereof; shall be dated the date of issuance and delivery of the Bonds; shall be designated "General Obligation School Bonds, Series 2001"; shall bear interest from the date of delivery thereof payable semi-annually on each January 15 and July 15 (each an "Interest Payment Date"), beginning July 15, 2002, at the rates established in accordance with paragraph 5 of this Resolution; and shall mature on July 15 in the years (each a "Principal Payment Date") and in the amounts established in accordance with paragraph 5 of this Resolution. The Interest Payment Dates and the Principal Payment Dates are subject to change at the request of VPSA. 5. Principal Installments and Interest Rates. The City Manager is hereby authorized and directed to accept the interest rates on the Bonds established by the VPSA, provided that each interest rate shall be ten one-hundredths of one percent (0.10%) over the interest rate to be paid by the VPSA for the corresponding principal payment date of the bonds to be issued by the VPSA (the "VPSA Bonds"), a portion of the proceeds of which will be used to purchase the Bonds, and provided further, that the true interest cost of the Bonds does not exceed six and one-half percent (6 1/2%) per annum. The City Manager is further authorized and directed to accept the aggregate principal amount of the Bonds and the amounts of principal of the Bonds coming due on each Principal Payment Date ("Principal Installments") established by 2